Passing On the Magic
by Emerald Omen
Summary: What happens when I take a normal stroll through the woods, but discover something I never knew was there... an old engine who'd been sitting there for twenty years? Can I fix her? Can I make her want to live again? Can I juggle the balance between fixing her, and learning that my closest friend has feelings for me? Can I handle it if worse comes to worse?
1. Chapter 1

As I walked through the forest, I listened to the sounds of birds and wind around me. Ever since I was little, taking walks through the forest was always one of my favorite pass times. I always went for one whenever I could, in almost any weather. If I could fit one in before work, I would. If I had the energy after work, I'd go for another. It was just my thing.

But today, I had found something _very_ special. Or, someone. But, it's probably best to start from the beginning...

My alarm clock pierced the peaceful silence of my bedroom. I cracked open my eyes, and saw the sunlight trying to force its way through the curtains. I sighed, and hit the snooze button on the clock. I lay there for a few minutes, just trying to force myself to get up, but it was harder than it looked. After all, the bed was very soft and warm, and it was a chilly day.

Finally, I managed to sit up and stretch. Cracking every bone I could, I swung my legs over to the side of the bed, and slowly stood. It was eight in the morning, but I didn't have to go to work for a few hours yet. Plenty of time to get all my morning activities done, and maybe have time left over for a walk.

Living on Sodor wasn't always super interesting. It was a small island, filled to the brim with railroad tracks, and sentient trains. I worked as an engine mechanic for steam locomotives. Specifically the oddly designed ones that most weren't familiar with. I enjoyed the job, but it was very laborious.

I slowly got dressed, and combed my hair. Once I had won the battle of bedhead, I went into the bathroom to take a shower.

Once that was finished, I walked downstairs into the kitchen and flipped on the radio. As the quiet music filled the room, I popped a few slices of toast into the toaster, and poured myself a cup of tea.

 _Nothing_ was better than tea in the morning.

I opened the front door to find the paper waiting for me. Picking it up, I heard the toaster pop, signaling that the toast was finished.

I buttered the toast, and sat down to read the paper while I ate. Not much in the way of interesting news. Just typical things, like an occasional train crash, and confusion and delay. Sir Topham Hat, the owner of the railway, ran a very tight ship, but mistakes still happened.

Once I finished with my breakfast, I tossed the dirty dishes into the sink, and glanced at the clock again. It was nine thirty. I didn't have to be at the Steam Works until noon, so I had plenty of time to go for a walk.

I put on a light coat, since there was a slight chill in the air, even though it was Spring, and exited my house.

I felt my entire body wake up the second I took a breath of fresh air. I loved Nature, and everything about it.

As I headed the usual direction I went on my walks, I decided to change things up a little, and walked the other way instead. My house was nearly surrounded by an abundance of trees, so there was plenty of nature for me to enjoy. After a few minutes, trees surrounded me on all sides. I slowed, to listen to the sounds of the animals.

A frog croak here.

A bird twittering there.

Nothing was more relaxing.

As I turned to look up at the sky, I tripped over something, and fell forwards, before landing in the grass, thankfully, and rolling over onto my back.

"Clumsy me. Have to keep a better eye on where I'm going." I said to myself, standing back up. I looked at what I had tripped over, and raised an eyebrow.

A very old set of train tracks cut directly through this particular area of the forest. I looked each direction they went, but found that most of the track was overgrown with grass and weeds.

"I've never seen this here before. But I've never gone this direction, either." I muttered, heading west along the track. The wooden ties looked rotted, and the rails were rusty. This track was surely abandoned quite some time ago. As I slashed my way through a particularly thick section of grass and vines, I stopped.

In front of me, sitting on the tracks, was an engine. A very small steam engine, to be precise. It was covered in rust, and had many missing pieces. The funnel was crooked, with weeds growing around it. The boiler dome was gone, and the front bumper had partially fallen off. Grass surrounded its wheels, and the roof was rotting. But the engine's face was fine. And was looking directly at me in surprise.

"H-Hello." the engine said quietly. I nearly balked. It was a girl engine! I slowly raised a hand, and waved.

"H-Hi." I replied, slowly walking closer to the engine. In the small rays of sunlight, I could see an extremely faded purple paint job, and the occasional gold highlight. I stopped about five feet away.

"It's been a long time since I've seen anyone. Who are you?" the engine quietly asked.

"My name is Anon." I replied. The engine offered a small smile.

"Hello Anon. My name is Lady." she replied. My eyes widened.

"You mean... you're _Lady_... the Magic Engine?" I asked in shock. The engine seemed quite surprised that I knew about her.

"You know of me?" she asked. I gave her in incredulous look.

" _Everyone_ knows about you Lady. You're the Golden Engine of Sodor! The stories I hear about you claim you're the most beautiful, most special engine on the island!" I said. Lady blushed.

"I once would have claimed that title, but that was long ago. As you can see, things have changed." she said sadly.

"What happened to you?" I asked. Lady sighed.

"My driver, Burnett Stone, died nineteen years ago. He parked me here one day, planning to return the next day, but he died that night. I've been here since, the trees and plants growing around me. I'm sick Anon. I've been here so long, my insides are deteriorating. I'm dying. Most don't know it's possible for engines to do so, but it is, and I am. All I need now is someone to pass on my magic to, then I can fade away from Sodor, and become the legend you know." she said sadly.

A tear threatened to fall from my eye. It was the most depressing thing I'd heard all year.

"Lady... I... I don't know what to say." I said, sitting on the ground in front of her. Lady forced a smile.

"Don't say anything. I've accepted my fate. Everything will die eventually, and my time is approaching. I used to have hope that Burnett would come back, but I overheard people talking about his death a few weeks after I was abandoned. I realized then that I would never be found." she said. I was silent for a while.

"How have you been here nineteen years? How have you not gone insane from loneliness?" I finally asked. I couldn't even imagine being stuck in one spot, by myself, for that long. It would drive me mad!

"There are times I cannot stand it, Anon. But most days, I just relive my life through my memories. I'm a very old engine, so I have many." she said. I stood, and looked closely at her rusting bodywork, and falling apart frame.

"I can't let you rot here. I have to do something. I can't let you just die." I whispered. Lady closed her eyes, and smiled.

"I appreciate your concern, but there is nothing anyone can do for me now. I've already begun the process. As I said, my insides are rotting, pieces are missing, and my magic is weakening. I need to pass it on before it's to late. Once I do that, I'll be free." she said. I stomped my foot into the ground.

"Don't say things like that! I can't stand it. I can't... no, I _won't_ let you die, Lady. You are an engine, and engine's can be fixed! I'm a train repairman, I should know!" I said with determination. Lady's expression was still one of sorrow.

"And tell me, Anon. How do you plan to fix me? How do you plan to get parts to me? How do you plan to get me out of here? The brush is to thick, and I am to old. You move me, and I'll far apart. I'm barely supporting my own weight as it is." she said. My shoulders slumped. She was right. It would be almost impossible to get anything to her. I had an idea.

"If I could tell Sir Topham Hat..." I began.

" _NO_!" Lady yelled. I looked at her with an alarmed expression.

"Do not tell anyone about me being here. I want to leave this world as a legend, and my final resting place is here. I want Burnett Stone to be the final one to have command over me. I want to go peacefully, and alone." she said.

That was it. Tears started streaming down my face. It broke my heart to hear that Lady had essentially just given up, and was accepting her demise of loneliness and death.

"I'm here for you, Lady. I'll visit you everyday. I won't let you be alone. I... I just can't." I said, shakily standing up. Lady smiled kindly.

"I know it's hard for you to understand, but my wishes are my wishes. Please do not come back." she requested.

I choked on my tears. I started to walk away, and turned to look back at her. Lady was looking at me with a kind smile.

"Forget about me Anon. Everyone else has. And soon enough, I'll be a happy memory for everyone to tell their children about." she said. I growled at her words, but forced myself to walk away, and not look back.

Of course, I had no intention of not coming back. Lady may not agree with me, but she needed help, and she needed a friend.

. . .

I quietly arrived at the Steam Works, and went to my station without uttering a word to anyone. My mood was sour, and even my friends thought it best to leave me alone. Throughout the day, engines in need of repair came and went, but it was all a blur to me. My mind was on Lady the entire time.

When it was time for my lunch break, I went to my usual spot, and sat in silence. I looked up, and saw a pile of abandoned steam engine parts.

Lady was an engine. Engines can always be repaired, if someone is willing to fix them. I would do anything to fix Lady. Besides the fact that she was a special engine, I considered her a friend, and she needed help. I stood up, and walked over to the pile.

Old wheels, pressure boxes, piston rods, and even control valves were piled there. I looked towards Victor, the head engine of the Steam Works.

"Victor, are these parts going to be scrapped?" I called. Victor puffed over to me on his small track.

"Yes, my friend, they are. They are too old to be useful to us when we can get new ones. If you'd like anything from the pile, feel free to help yourself." he said. A spark of happiness ignited inside my heart. This was how I could help Lady.

It would be hard, and it would be challenging, but I knew what I would have to do.

I was going to fix Lady myself.

. . .

The workday had finally ended, and I was exhausted. But, I still had enough energy to stuff all the old parts I could fit into the bed of my truck. I wiped my brow, and drove home.

Once I arrived, I got out, and headed inside to make myself dinner.

As I turned on the stove, I pulled some food out of the refrigerator, and unwrapped it. As soon as it was cooking, I went out to the garage to get my spare set of tools. I had a variety, ranging from normal size wrenches to massive locomotive tools. Between everything, I figured I had most of the things I would need to start helping Lady.

After I ate, I immediately went back into the forest, and finally found the abandoned track again. I followed it back to Lady, who was quietly sitting there, looking around at the trees. Moonlight shone through the branches, shining onto her and the ground around her. I was still in the dark, but her eyes seemed to find me in the shadows.

"Back so soon?" she asked. I stepped forward into the moonlight.

"I'm sorry Lady. I know you want to be alone, but I just can't do that. I think I can help you. I have tools, and I have parts. The least you can do is let me _try_. I will do everything in my power to get you back onto the rails." I said. Lady sighed quietly.

"Do as you wish. It will do no good, but if it satisfies you, then I'll allow it." she said, watching me as I drew closer.

"I need to inspect your entire body and frame. It will take a bit." I said. Lady stayed silent, so I slowly and carefully looked her over. Her frame and chassis was badly rusted and cracked, her wheel pistons were rusted together, her boiler dome was gone, plants had taken over her cab, several bolts and nuts had rusted away into nothing, her firebox had a hole in the bottom, and her paint was faded and peeling. The only thing that was still in good shape was her whistle. It was still a bright, sparkling gold, and looked brand new.

Lady must have noticed me looking at it.

"My whistle is where my magic resides. It cannot be damaged. If my whistle is removed, I will be gone. That is why I cannot die until I pass it on to another engine." she said. I was intrigued by her explanation.

"So, how do you give it to another engine?" I asked as I continued inspecting Lady's damage.

"I would need to have someone remove my whistle, and put it onto the new engine. Once the new engine accepts the whistle, they will have the magic, and replace me and my duties." Lady explained. I furrowed my brow.

"But nobody even knows you're here anymore. Who would transport the whistle?" I asked. Lady silently looked at me with pleading eyes. My eyes widened in realization.

"You want _me_ to do it?" I asked. Lady smiled.

"You are the first to find me in almost twenty years. It _must_ be you." she said. I stepped back, and looked at Lady as a whole. She was in need of great repair, but I thought, with a little time, it could be done.

"I'll make you a deal. Let me try to fix you first. If I can't, I'll do whatever you say." I said. Lady closed her eyes for a moment, then opened them.

"If that is what it takes, I will go along with it. You have my word." she said. I smiled happily, knowing that Lady was now going along with my plan.

"You will fail, and my whistle will be passed along as planned." she added. My smile vanished.

"Why do you so firmly believe that you can't be fixed? Don't you want to get out of here, and be speeding along the countryside again?" I asked. Lady smiled sorrowfully.

"As I keep saying Anon, it has been too long. There are parts of a steamie that cannot be repaired, and won't need to be as long as the steamie stays running. I haven't run in twenty years, and those parts are to far gone. Most things can be replaced, but some cannot. I have had plenty of time to think it over Anon. I'm very old, and I am just waiting to go at this point." she said.

Man, Lady was a real downer. Every time I talked with her, my mood got worse.

"I don't even know why I try." I muttered to myself, walking away from Lady into the brush back to my house.

Unknown to me at that time, Lady had something happen that she hadn't felt in twenty years. She felt something.

She was sad to be alone again.


	2. Chapter 2

The next morning when I woke up, I didn't hesitate for a moment getting out of bed. I quickly threw on a set of clean clothes, and ate breakfast as quickly as I could. I wanted as much time as possible to get started on Lady before I had to go to work.

I hopped into my truck, and started the engine. If I was careful, I could maneuver it into the forest all the way to Lady. It would be much easier than carrying the parts and tools to her by hand.

I rolled along the grass, into the forest, and could hear twigs and roots crunching under the weight of the truck. I switched on the headlights, and could eventually see the tracks. I drove along next to them, and gently nudged my truck through the thick brush, all the way to Lady.

She did look surprised to see not only me, but the truck as well. I turned the truck around, so the bed was facing her, and shut it off. When Lady saw the old, but usable parts, her eyes widened.

"How did you find so many parts?" she asked as I got out of the truck. I chuckled.

"Like I said, I work at the Steam Works. Fixing broken steam engines is kind of what I do." I said, pulling my large toolbox out of the truck. I set it down next to Lady, focusing on her rusted wheel rods.

"Might as well start with the easiest to get to." I said, finding the proper wrench size for her rod joints. I fit the wrench on, and after a great amount of force, finally got one of them to loosen. After about fifteen minutes more of working, I had all the nuts removed. Thankfully, Lady was a small engine with only four wheels, so there weren't as many nuts to remove. I then took the cover of her compression box off, and disconnected the wheel rods from the pressure plate.

"I'm going to remove your wheel rods on this side. I don't know if it will hurt you or not, so tell me to stop if it discomforts you." I warned. Lady understood.

Gently at first, I began to pry her rods from their rusted position. They didn't move at all, so I went back to the truck, and grabbed a can of rust loosening compound. I poured it over all of the rusted joints, hoping that this would help release the rusted parts.

I let compound soak in for about ten minutes, then attempted to move them again. They still showed much restraint, but they gave this time.

"Feeling alright?" I asked.

"I feel nothing." Lady said. I assumed she couldn't even feel what I was doing at all, so I gave the rods a big yank, and they instantly gave way. The entire rod assembly came off, and I stumbled backwards onto my butt at the sudden lack of restraint.

Then, I heard something.

Laughter.

Lady was _laughing_.

At me, but still. It was a lovely sound. I stood up, and looked at her. She was smiling, laughing like she hadn't seen anything funny in years.

Oh. She probably hadn't. Now I felt bad.

"Alright, alright. Laugh at the guy whose trying to help." I said, walking over to her. Lady tried to stop laughing, and succeeded for a moment. But the second she looked at me, the lost it all over again.

I smiled at her amusement, and finally, she wore herself out, and stopped.

"Oh, oh dear. I apologize Anon. That wasn't very nice. Are you alright?" she asked, catching her breath. I waved her off.

"Don't feel bad Lady. That's the first time I've ever seen you genuinely happy, even if it was only for a moment. It made me happy. You have a beautiful laugh." I said. Lady blushed.

"I had forgotten what it felt like to laugh. The closest thing I've had to laughter in years was an occasional smile when I would remember something mildly funny. Oh, that felt good." she said, smiling at me.

I noticed that Lady's mood seemed to have improved. Laughing was always a way to cheer someone up.

"I got all of the rods off on that side. I think I can use some of the spares I found as replacements, and I can forge some new ones at the Steam Works." I said. Lady's smile slowly disappeared.

"Why do you want to help me so badly, Anon? I just met you yesterday, and even then, you were willing help me." she said. I gave her a compassionate smile.

"There are many reasons. I don't like the idea of someone dying when they don't have to, and I think an engine that was as magical and beautiful as you once were should be magical and beautiful again. I also always try and help my friends." I said. Lady looked at me for a silent minute.

"You would actually consider me a friend, even though I constantly tried to push you away, and tried to stop you from helping me?" she asked quietly. I nodded.

"I know you don't mean all of it, Lady. I can't imagine what being alone for so long does to you, but you surely must have gotten used to it. I think you're just not used to being around someone, so you try to push them away so you don't hurt them." I said. I wasn't quite prepared for what Lady did next.

Burst into tears.

"It's been so long since I've had a friend, or even someone to talk to! You don't know what it's like, being alone here for years! You start to see things that aren't there, and hear things that don't exist! I assumed you've been an illusion this whole time! It's happened before! I talked to someone I thought was real for a month once before I realized it was in my mind!" she sobbed. I was taken aback by her outburst, but quickly went to her side to comfort her.

"Shh, I assure you Lady, I am _very_ real, and I really _am_ trying to help you. I want to get you out of here." I whispered to her. Lady looked at me with wet eyes, and whimpered.

"I never thought I'd be found. I had given up, and just told myself I would just go insane, but my magic wouldn't let me. I've been forced to live every day, and every night, fully aware of what was going on, bored out of my boiler. The time I first saw you, I just assumed you weren't really there, so I tried to convince you to leave. Even when you came back the second time, I still thought you weren't real. But now, I could feel you working on me. I know you are real now." she said. I leaned against Lady's buffer, but then it broke off, and I fell onto my back. Lady sighed sadly.

"I really am to far gone to be repaired, aren't I?" she asked. I quickly got up.

"No! Stop talking like that. Mark my words Lady, I WILL fix you, and I won't stop until I do. The parts may not be new, but they will work. I know it." I said. Lady looked at me with such emotion in her eyes, I took a step back.

"Right... uh, I better get the connecting rods off of your other side. I have work today, but I think I can get them removed before I have to go." I said.

Half an hour later, the other rod assembly was off, and it was time for me to go.

"I have to go to work now, Lady. But don't worry, I'll come back tonight. My house is only a short walk from here, and you're the only one I have out here to talk to." I said. Lady smiled.

"I am eager for your return, my friend." she said. I dumped the rest of the spare parts I had in the bed of my truck onto the ground, then got in. Lady winced as the loud rumble of the truck's engine ripped through the air. I stuck my head out the window.

"I'll see you tonight, Lady!" I called. Lady just smiled.

I put the truck into gear, and slowly crawled out of the forest back to my house.

. . .

Once I arrived at the Steam Works, I was in a much better mood than the previous day. My co-workers greeted me, and I cheerfully greeted them back. I went to my station, which, ironically as it may be, was a parts forging station. I took molten metal, and shaped them into the parts needed. It was a hot and dangerous job, but it was also one of the most important jobs. And I was always careful.

It was a slow day today, so it gave me time to forge a few small parts that Lady would need. Some wheel rods that weren't in the spare pile, and the connecting nuts as well. At one point while I was wiping my brow, I heard a familiar chuffing sound. One that I knew all to well. I decided to play with my friend, and pretend I didn't hear her, but I maneuvered myself to be standing on a track she could fit on.

As I hammered another special order part into shape, the chuffing got louder, and I felt something nudge my leg gently. I smiled, and turned around.

"Hello Millie." I greeted my best friend. Millie giggled.

"Aw, I thought I had you that time!" she said, smiling.

Millie was a small French narrow gauge tank engine that was in charge of Ulfstead Castle. She was owned by Sir Robert Norramby, the Earl of Sodor. Despite his title, he was a very nice guy, and preferred to be treated as anyone else. When it wasn't busy, he often let Millie come and visit me.

I set down my tools, and took a seat. Thankfully, it was slow enough that I wouldn't get into trouble for taking a break.

"What brings you by today, Millie? Slow day at the Castle?" I asked. Millie rolled her eyes.

"Ugh, you have no _idea_. Between Steven and I, and the amount of actual things to do, there is almost nothing. So Sir Robert let me come down here. I need to be oiled and cleaned anyway, and I was hoping... you would do it." she said, looking down at the ground blushing. I wiped my hands and smiled.

"I'd be happy to Millie. Gives me a nice change of pace." I said, standing up and walking over to another small set of tracks. Millie reversed, and switched onto the same track. She pulled up to the buffers, and stopped. I took a large can of oil from the shelf, and knelt down by Millie's wheels.

"Just your rods levers, and bearings today?" I asked.

"Yes please." Millie replied. I carefully oiled all of her wheel joints, and axles. Then I went inside her cab, and oiled all her levers and gauges. Once I hopped out, Millie rolled back and forth, smiling happily.

"That feels so much better! Now I just need a wash, and I'll be a brand new engine!" she said. I chuckled. Millie wasn't one to usually be unhappy. She was always energetic, eager, and happy to have work to do.

I pulled the hose from it's reel, and turned on the water.

"Ready Millie?" I asked. Millie closed her eyes.

"Ready!" she confirmed. I opened the hose, and water streamed out onto Millie's body. All the dust, dirt, and grim that had built up turned dark and muddied, so I switched on the soap.

Once Millie was covered boiler to wheels in soapy water, I took a towel, and gently dried her face so she could open her eyes again.

"You can open your eyes now." I said. Millie opened her eyes and blinked a few times, then smiled. I went to work with the scrubbing brush, making sure to get her entire body and frame, and all the hard to reach places as well. While I was scrubbing, I decided to get Millie's opinion on my situation with Lady.

"What would you do if you found something, or someone who just wanted to die, but you were _sure_ you could help them, but you weren't sure if they really wanted your help or not?" I asked. Millie's eyes widened at the serious question.

"Wow. Um..." she thought for a moment. "A life is a life, and it's always important to save lives. Usually I would say to respect others wishes, but a life is the most important thing in the world." she said, looking at me with curiosity. "Why?"

I sighed, and dropped my brush.

"I need you to keep what I'm going to tell you a secret. Seriously. Don't. Tell. _Anyone_." I said firmly. Millie agreed, she wouldn't tell a soul.

"I found an engine abandoned in the woods by my house." I started. Millie's eyes widened.

"Really? Do you know who it is?" she asked in a hushed tone. I nodded.

"I do, but I don't think they'd like me to tell anyone. But she's a very special engine." I replied.

"She?" Millie repeated, a very brief look of pained shock going across her small face. I nodded again.

"She's been there for nearly twenty years, Millie. She needs so much work, it will take me weeks at least. I can't tell anyone, because she doesn't really want to be fixed. At least that's what she told me at first, but now I'm not sure if she does or not. I'd like to help her, but if she really doesn't want me to, I just don't know if I should." I explained. Millie still looked a little hurt, for some reason.

"I don't know for sure Anon. That's something you really need to talk over with her. What did you say she looked like again?" she asked, scowling a little. I thought for a moment.

"Well now, she's very rusty and falling apart, but I'm hoping to restore her to her original beauty. She was once the most beautiful and elegant engine on the island, and I know she can be again." I said.

Now Millie looked downright unhappy, which wasn't normal for her. I was going to ask her what was wrong, but she started backing up.

"Yeah, uh, thanks for the wash, Anon. I... I have to go now. You'll have to tell me more about your friend... some other time." she said, quickly reversing out of the Steam Works. I stood there, completely oblivious to what had just happened.

Was it something I had said?

. . .

The rest of the day at the Steam Works was steady paced, and I was happy when quitting time finally came. After I clocked out, I walked outside to find a large silver Mallard steam engine with one coach sitting in the siding. A well dressed man with gray hair, and a gray beard was standing in front of him. Once the man saw me, he quickly ran over.

"Sir. _Sir_! Are you Anon, Millie's friend?" he asked. I looked around.

"Yeah?" I hesitantly answered. The man breathed a sigh of relief.

"Would you please come with me to Ulfstead Castle. There is something wrong with her, and she won't tell me what. She got back to the castle in tears, and has refused to come out of her shed. I don't know what happened, but something between when she left and when she came back certainly did!" he explained.

I finally put two and two together.

"Wait... are you Sir Robert Norramby, the Earl of Sodor?" I asked. The man laughed.

"Yes, my good sir, I am. But please, just call me Robert." he requested. I nodded, and glanced at my watch.

"I guess I can go for a while. I've got someone back home who will be expecting me, but I'm sure once I explain, they'll understand." I said. I followed Robert onto the single coach. He sat, and I sat across from him. A small side wall mounted table was in between the two of us. As the train lurched forward, Robert spoke.

"Can you tell me what Millie was like when she arrived to see you today? I know the two of you are the best of friends." he said.

"She seemed perfectly fine when she arrived. She bumped into me, but that's just how she says hello. She asked to be oiled, and for a wash, which I happily did for her. Then I asked her a serious question, and she got all unhappy, and left before I could ask what was wrong." I said.

Sir Robert thought.

"May I ask what the question was?" he asked. I sighed.

For Millie's sake, I'd have to tell him.

"Okay, but you can't tell anyone. It will only be you, Millie, and myself who know." you said. Sir Robert nodded. "I've found an abandoned engine in the woods by my home. She's been there for twenty years, and I'm the first one to find her. I had asked Millie what she thought I should do, because I'm getting mixed signals from the engine as to whether she wants to be fixed or not. I told Millie that she was once the most beautiful and elegant engine on Sodor, and I'm trying to restore her to her former glory." I finished. Sir Robert looked fascinated. He was silent for a few minutes, his hands folded on the table.

"Now it's my turn to tell you something that somebody doesn't want you to know." he said, a serious look on his face. I leaned forward.

"You and Millie have been friends for a long time, do you know that?" he asked. I nodded.

"Of course. She was the first engine I ever met here." I said. Sir Robert nodded.

"And are you aware that she likes you Anon?" he asked. I shrugged.

"I mean, don't friends have to like each other to be friends?" I asked. Sir Robert folded his hands, and leaned his forehead against them.

"No no, my dear lad! I mean... are you aware that she _likes_ you? A _lot_?" he asked. I wasn't sure what he was getting at.

"Well, yeah? That's probably why we're best friends." I replied. Sir Robert groaned.

"My dear fellow, you don't get out enough. What I'm trying to say is..." he paused, making sure nobody else was around.

"Millie _loves_ you." he whispered.

I...she...what?

Millie _loved_ me?

I leaned back in my seat, a look of shock on my face. I worked my jaw, trying to form words.

"Are... are you _sure_?" I whispered back. Sir Robert nodded. Suddenly, I groaned loudly.

Such a oblivious fool I had been!

"That explains _soooo_ much." I said.

"What do you mean?" Sir Robert asked. I sighed.

"Millie always comes to see me if she has a day off. She always wants her maintenance done by me, and she always talked kind of bashfully around me, and her cheeks always had a light red hue to them! Dear lord, how could I not have seen it!?" I cursed myself loudly.

Sir Robert chuckled.

"Don't blame yourself to hard, lad. It's not often an engine falls for a person, but it has happened before." he said, looking out the window.

I followed his gaze, watching the scenery fly past as I saw Ulfstead Castle in the distance. I had been friends with Millie for five years, and never once suspected that she felt towards me that strongly.

"What am I supposed to do?" I asked absent mindedly. Sir Robert chuckled.

"That's up to you my friend. If you find that you return Millie's feelings, I don't mind. From as much as she's talked about you, which would be almost daily, I believe you're a man of good quality." he said.

The train slowed as it pulled into the station at Ulfstead Castle. The Earl and I stepped out, and I looked around. I had visited several times, usually seeing Millie and Steven out and about, busy with work.

"Where is everyone?" I asked. The Earl sighed.

"We are closed today for some small interior repairs, and there isn't much for any of my engines to do. Steven has probably gone for a slow drive in the country, and Millie has confined herself to her shed. I hope you and her will mend things, I hate seeing her so down." he said. I nodded, and started walking in the direction of Millie's shed. She had showed it to me several times, always commenting that it would be fun if I spent the night with her.

Her intentions made _much_ more sense now.

I finally saw the small building, and the door was almost fully closed. I peeked in through the small gap that was open, and both myself and Millie were startled as we met each others gaze. Millie jerked backwards a bit, releasing a cloud of steam.

"A-Anon?! What are you doing here?" she asked, calming back down. I quietly stepped inside, and closed the shed door behind me.

"The Earl came to see me and requested that I see you. Says you've been down ever since you got back." I said, pulling a small bucket over for me to sit on. Once I had done so, I waited for Millie to speak.

"Oh. I-It's nothing, Anon. I'm just... feeling a little under the weather." she said, blushing. Whether I had known Millie's feelings towards me or not, I would have known that was a lie. I reached out and placed a hand on Millie's buffer, making her wince.

"I know what's going on, Millie. The Earl told me." I whispered. Millie's eyes shot open, and she looked at me with an immense blush on her face. She started to puff forwards, wanting to escape, but I stopped her by blocking her way.

"Why didn't you tell me?" I asked softly, meeting her gaze. She looked down at the ground sadly.

"Because... Because I knew you'd think I was silly. After all, I know you don't think of me as more than a friend. You'd probably be creeped out by it, and not want to see me again. I would rather keep my feelings to myself, and be able to see you, than tell you, and never see you again." she said, beginning to cry.

Christ, what was it with me making the sweetest engine's cry?

I went over to Millie, and sat on her bumper, reaching one arm up to the top of her boiler, and the other around the bottom of her face. It was about the closest thing to a hug I could offer her. Millie's quiet sobs filled the shed, and I could only massage her boiler, hoping it would calm her down.

"It's okay Millie. Shhhh. It doesn't bother me at all." I said comfortingly. Millie looked at me with teary eyes.

"It doesn't?" she asked, sniffling. I leaned my head against her.

"Of course not. Nobody can help what they feel. It's not your fault." I said. Millie sniffed again, and I wiped her face with my sleeve, removing her tears. Millie sighed contently.

"I love it when you do that. It's the closest thing I can ever have to physical contact with you." she said. I smiled.

The two of us sat together for at least fifteen minutes in silence, giving me time to think. What was Millie to me? She was certainly a friend, but the thought of loving an engine was a new idea. It was certainly possible, just different.

"I don't know Millie. I love you as a friend, but... I don't know about more than that." I finally said. Millie sighed sadly.

"I knew you wouldn't like me back like that." she said quietly. I couldn't stand to see her so sad. I had to do something.

"What if we were to try, though?" I asked. Millie looked at me, her wet eyes shining brightly.

"Try? What do you mean?" she asked. I shrugged.

"What if we were to go on a few dates? Go visit the beach, the lighthouse, or whatever? Something we both enjoy? Maybe if we did that a few times, and got to know each other even better, I'd know for sure what I feel towards you." I suggested.

Millie was so happy, she blew her whistle, making me cover my ears.

"Oh Anon, I'd love that!" she said, beginning to cry again.

"Why are you crying again? You'll have my sleeve soaked by the time you're finished." I said. Millie laughed.

"I'm just so happy, Anon! I never thought anything would happen between us!" she said, looking at me with a happy tear streaked face.

Millie certainly was cute. I wiped her face again, and chuckled.

"Don't cry, Mil. I'd never stop being friends with you, regardless of anything you could do or feel." I said, standing up. Millie rolled forward slowly as I opened the door to her shed. Once she was outside, she took a breath.

"I feel so much better. Thank you so much Anon." she said sweetly. I gave her a pat.

"Anytime. I hate seeing any engine, especially you, so down. I like seeing you happy." I said. Millie blushed again.

"So... when can we go out on a date?" she asked timidly. I smirked. She certainly was eager.

"I don't know yet. I don't work tomorrow, but I would like to make some more progress on the stranded engine. She's still waiting for me now." I said stupidly. Millie's face fell, but this time, I knew why.

"Millie, she poses no threat whatsoever to you. I only just met her, and I have known you for much longer." I said. Millie looked at me.

"But... the way you spoke about her earlier. _Elegant_ , _beautiful_ , _special_. I'm none of those things. I'm small, weak, and there's nothing special about me at all." she said, sulking. I turned to stand face to face with Millie. Being the tall man I was, about 6'5, my face was just barely higher than Millie's. She was a smaller engine after all.

"She may have once been all that, and she may be again, but she's not you Millie. You are very hard working, always good natured, cute, and clever. I like those things about you. Looks aren't everything." I said. Millie was surprised.

"You really think all that about me?" she asked. I nodded.

"And more. Much more. You're the one in charge of Ulfstead Castle, you're always determined to be really useful, and you don't let your size hold you back. You love people, and you care for everyone. That's what makes you you Millie. Not looks alone, but what's inside." I said, pointing at her.

Millie was silent for a few moments, as if she didn't know how to respond to my honesty. Then, she looked at me shyly.

"Can... Can I kiss you?" she asked quietly. I must admit the question hit me hard, but wasn't completely unexpected. After all, I had just deeply complimented a girl who liked me very much.

"If you'd like." I finally said, making Millie blush. I knelt down, and leaned forward, and Millie crept closer to me. I had planned on having her kiss my cheek or something. Since her face was smaller than most engines, it was only slightly larger than mine.

But Millie went right for my lips.

The moment my lips made contact with hers, an explosion of emotions hit me. Surprise, fright, lust, and utter joy. She quickly let go, just making it a quick peck, but the emotions I felt lingered.

Millie was blushing madly.

"I'm sorry. I shouldn't have done that." she said, feeling ashamed. I caught my breath.

"No... No, you most certainly should have." I breathed. Millie looked at me in surprise.

"But I thought..." I raised a hand to stop her.

"I know Millie. I know what I said before... but..." I regained my composure and stood. "What I felt when we kissed was far to much for me not to have an idea of what I feel towards you." I said. Millie looked excited.

"I think deep inside me, unknown until just now, I've had feelings for you as well. Not as strong as yours mind you, but they are there." I admitted. Millie looked like she might explode.

"Really?!" she exclaimed. I nodded.

"I'll come back tomorrow at some point, and we can have a little chat. For now, I really have to get home." I said. Millie didn't seem to care at all.

"Okay! See you tomorrow!" she said, blowing her whistle as I walked away.

As I made my way back to the castle station, I had some serious thinking to do. I now had two engines who needed my attention.

How would I ever manage?


	3. Chapter 3

It had taken a while to get home. Sir Robert's private train had to take me back to the Steam Works so I could fetch my truck, then I had to drive back home. By the time I got back, it was getting dark, and I was hoping Lady wouldn't be cross with me.

I quickly ate some dinner, than ran out to the woods to find Lady. After a few minutes, I stumbled through the brush to see her waiting for me. Her face immediately lit up upon seeing me.

" _There_ you are! I thought maybe you weren't going to come." she said. I gave an awkward smile, and shrugged.

"Something came up that I had to take care of, so I was a little late. But, I'm here now, ready to work." I said. I had brought the wheel rods I forged today with me, and held them up to the old ones to make sure they matched. They were very close, so I thought they should work. I held them up for Lady to see.

"I made you some new parts today. I think they should fit well." I said, placing them by her now bare wheels. I slid the new rod into her compression box, and it glided smoothly in. I then took some new nuts, and tightened the pieces together.

A little while later, both of her new wheel rod assemblies had been attached, and I was pleased with my work.

"Well, that's one thing done. Once we get that boiler working, you should be able to successfully get power to your wheels." I said, wiping my brow. Lady smiled.

"I hope so. It would be lovely to be able to move again." she said. I decided to remove her old buffers and bumpers next, since half of them had rotted and rusted off already. I managed to loosen the rusted bolts, and after I did the second of the four, the entire bumper just fell off on its own. Lady blushed.

"Just saves me work, heh." I said, trying to keep her mind off the state she was in. I hoisted the old bumper over my shoulder, and carried it off a bit so it wouldn't be in the way. I came back, and inspected her frame behind the bumper.

"That's going to need welding. I have a welder, but I won't be able to use it until tomorrow. It's back at the house." I said, standing back up. Lady was busy looking in the direction of the old bumper I had just thrown.

"Anon, I'd like to request something of you." she finally said. I took a seat.

"Shoot." I said. Lady forced a smile.

"If you can't fix me... and I... go... will you hold onto my whistle for me? Hold onto it until you know an engine who is worthy of it. An engine that you would trust with your _life_?" she asked softly. I wanted to smash my head against a table. Lady simply wouldn't stop talking negatively.

"Goddammit Lady, I already told you, I'm going to fix you." I insisted. Lady didn't reply, instead just stared at me, waiting for an answer.

"Fine! Yes, I'll keep your whistle safe until I know who to give it to. Happy?" I said irritably. Lady closed her eyes and smiled.

"Thank you. I feel I can trust you." she said. I looked at my watch.

"Look, I need to get some sleep. I can't work on you all day tomorrow, I've got a date with Millie in the afternoon." I said, putting all of my things into a pile. Lady raised an eyebrow.

"Who's Millie? Is she your special friend? I bet she's _cute_." she said. I cracked my back, and sighed.

"Yeah, she is. I didn't know what I really felt towards her until I let her kiss me earlier. Then, I had a pretty good idea. She might be small, but she has enough confidence to help out with the big engines." I said. Lady gasped in surprise.

"Millie is an _engine_?" she asked.

I had forgotten to mention that bit.

"Uh, yeah, she is. I've been her best friend for five years, but just found out today she'd been keeping her true feelings from me." I said. Lady was looking at you intently.

"If an engine falls in love with a human, and the human accepts it, the two of you will start an unbreakable bond. Engine's take relationships very seriously, Anon. We are sensitive with our feelings. If you should happen to hurt Millie in any way, there's no telling what she might do. Be kind to her Anon, and do not discard her, or take her for granted. When an engine falls for anyone, a human especially, they will love you for life." Lady said seriously.

My eyes widened. I had no idea engines were so serious with their relationships.

"I see. I'll be good to Millie. Even if I didn't feel anything more than friendship towards her, I would never want to hurt her." I said. Lady smiled.

"You have a kind heart Anon. I'm sure that's one of the main reasons Millie enjoys being around you." she said. I finished organizing your tools and parts, and sighed.

"Thank you Lady. I always try to be as nice as I can." I said. I started to head towards the edge of the brush.

"Sleep well Anon. I will be here waiting for you in the morning." Lady said. I nodded, and stepped out of her vision. I let a yawn escape me. It had been a very long day, and my energy was finally drained.

As I slowly walked back to my house, I thought about Millie, and Lady. Boy would there be trouble should Lady ever feel anything towards me. But I doubted that would happen.

. . .

The next morning, after I got up, I wandered into my garage to find the welding kit. Since I would have most of the morning to work on Lady, I decided to knock out one of the larger tasks. Once I found everything, I tossed it all into the bed of my truck, and drove into the forest.

Lady was delighted to see me, and once she saw the welder, she was curious as to what my plan was.

"Well, your undercarriage is most likely just as rusted and cracked as the rest of your body, so I'm going to be doing a lot of welding today. I'm going to try and do the undercarriage first. It's easy to forget what you can't see." I said, setting the blow torch down in front of Lady. Lady bit her lip.

"Um... okay. Just... be gentle." she said. She sounded nervous.

"Don't worry Lady, I've been welding for a long time. I know what I'm doing." I said. Lady watched as I connected the blow torch to the fuel line. I lay on my back, and slowly crawled under Lady.

"Wow." I said aloud. Lady's undercarriage was in terrible shape! I wasn't even sure how it was still supporting her weight. It was covered in rust, deteriorating heavily, and had so many cracks, it looked as if the slightest touch would collapse it.

"What's wrong?" Lady asked. I lit the torch, and put on my welding goggles.

"Your chassis is in worse shape than I thought it would be. It's a good thing I'm doing this now." I said, beginning to weld the first crack.

. . .

Three hours later I had most of Lady's chassis mended. I had knocked the loose rust off after I strengthened the frame, and thankfully, not much rust actually fell of, so she was still attached for the most part.

I slid out, and stood up, taking a breath of fresh air. Lady gasped as she saw me.

"Anon! You look _terrible_! Are you hurt?!" she asked frantically. I wasn't exactly sure why she was getting hysterical, until I realized my face was covered with soot and burned metal. I raised my goggles, and wiped my face off with a damp towel.

"Oh, yeah. I'm fine. It's just burnt stuff from the heat and fumes. Nothing to worry about." I said, propping the blow torch upright so it could cool safely. Lady calmed down, and I leaned against her. I had managed to fix her bumper already, and was glad to see that it was supporting my weight.

"You said your driver parked you here with plans to come back the next day. Was this part of the track well known then? It seems awfully far from the main line." I asked. Lady sighed.

"That's a bit of a story, actually, if you're up for hearing it." she said.

"I'd love to." I said, sitting on the ground as Lady began her story.

"I was chased by Diesel 10 many times before, but after the second time, when my escape was aided with the help of Thomas, Burnett, and Mr. Conductor, he kind of gave up. But Burnett was paranoid, and would always hide me when he had to go home, so Diesel 10 wouldn't find me, just in case he decided to come for me again. That's why I was never found. Burnett was too good at hiding me." she said. I folded my hands in thought.

"Diesel 10. Is that the big yellow diesel with the dual cab, and a big claw on his roof?" I asked. Lady paled at the mere description. It must have been him.

"That's him. How do you know?" she asked quietly.

"He's still around. I've never worked on him, because we only work on steam engines at the Steam Works, but I've seen him around before. Plus, him and the rest of the diesels actually managed to temporarily take over the Steam Works for a short period of time." I said. Lady looked shocked.

"He's still _running_!? I was sure Sir Topham Hat would have scrapped him long ago! He's far to mean and evil to be really useful." she hissed. I nodded.

"He's gotten better than he used to be, but I think most of the other engines are still wary of being around him." I said. I sensed I had put Lady in a bad mood, and that made me feel bad.

"Do you blame Diesel 10 for your being stuck here?" I asked. Lady scoffed.

"Of course I do. It was because of him that Burnett had to hide me, and it's because I was hidden that I've rotted here for so long. I still don't know why Diesel 10 chased me out of all engines." she grumbled. I shrugged.

"The only one who could tell you that is Diesel 10 himself." I said. Lady remained quiet. I glanced at my watch. It was nearly noon.

"Well, I've got to get going. I promised Millie I'd see her today and talk a few things over with her." I said standing up. Suddenly, I paused, then turned to Lady.

"She knows about you." I admitted. Lady's mouth parted slightly. I raised a hand.

"I didn't tell her who you were, but she knows that I'm trying to fix an abandoned engine. She promised not to tell anyone, and I truly believe she won't. I had to tell her owner, the Earl of Sodor, as well." I said. Lady frowned.

"I _asked_ you not to tell anyone, Anon." she said, sounding annoyed. I sighed.

"I know Lady, but do you really think I can handle a situation like this by myself? I needed advice about you, and Millie was the one I chose to ask. The Earl knows because mentioning you to Millie put her in a bad mood, and he wanted to know why." I explained. Lady looked at me questionably.

"And why did telling Millie about me put her in a bad mood?" she asked bluntly. I ran a hand through your hair.

"Actually... it was because of you Lady that I now know of Millie's feelings towards me. When I specified that you were a girl engine, and a pretty one at that, she got her feelings hurt. I didn't know at the time that I sounded like I was telling her that I'd found someone better than her to be friends with." I said. Lady's gaze softened.

"I see." she said. She looked down at the ground for a moment, then back up at me. "Remember what I said, Anon. Do not take an engine's feelings for granted. May I ask what advice you asked her for?"

"I asked her if I should fix you or not. At the time, I still wasn't sure if you really wanted me to try and save you or not. You seemed very dedicated to dying alone here." I said. Lady looked ashamed.

"I know, Anon. A part of me still wants to, but another part of me wants to live." Lady said. I nodded.

"You'll live. I'll make sure of that. Well, I've got to get going. I'll see you later." I said, starting to walk away.

"Anon." Lady's voice stopped me. I turned back to look at her. She looked sad.

"Promise me something." she asked.

"Of course Lady. What is it?" I asked. Lady bit her lip.

"Promise me that if I don't make it... if you can't fix me... that you'll remember me. I want to be remembered by at least one person, and I'd prefer it be the one who tried so dearly to help me. Don't remember me for my legend, but for _me_. You're the only one to see me like this. Vulnerable, weak... alone. I want you to remember me as an engine, not as a legend. And promise that if I don't make it, you won't be sad. I know that's a lot to ask of you, but know that even if I don't make it, I'll be happy, because I'll finally be free." she finished. There was the mood killer I'd been waiting for. I let out a long sigh.

"I guarantee I'll remember you Lady, that's certain. But I can't promise that I won't be sad if I lose you. I may not feel towards you like I do Millie, but I greatly value you as a friend, and I don't want to lose a friend. As specially not one like you." I said. Lady didn't answer, so I got into my truck, and drove through the brush without another word.

. . .

Once I pulled into the Ulfstead Castle parking lot, I quickly got out and walked towards the castle entrance. Sir Robert, who was currently inspecting some of the new work on the castle, noticed me coming.

"Well, hello again! Millie told me to expect you today! I really must thank you. I don't know what you the two of you worked out, but I haven't seen her as cheerful as she's been today in years! I mean, she's always been a happy engine, but today, I could have told her to take trash to the dump, and she still would have had a smile on her face!" he said, patting me on the shoulder. I smiled.

"Well, we both kind of discovered a few things about each other yesterday. She told me why she'd been hiding her feelings from me, and I found out I have some for her, so we decided to go out on a small date today, if that's no trouble for you here." I said, hoping the Earl would be able to let Millie have the rest of the day off. The Earl chuckled.

"She's all yours, my lad. I don't know what the two of you have planned, but she's certainly excited. She's over on the south side of the castle now, helping with the recondition." he said, pointing towards one end of the castle. I thanked him, and headed off that direction.

After a short walk, I could hear the chattering of voices, the banging of tools, and the chuffing of engines. I rounded the corner to see workers rebuilding a section of the castle's stone wall, with Steven and Millie waiting to take away the old stone. Millie was facing away from me, but Steven saw me, and smiled.

"Millie, I think there is someone here to see you." I heard him say as I walked up to Millie.

"Who Steven?" she asked, looking around.

"Oh, I don't know. Maybe a special friend?" Steven said. Millie's eyes widened as I came up next to her.

"Anon!" she squealed, puffing backwards quickly in a fit of excitement. All of the empty trucks she had coupled to her bashed together, but luckily, none of them derailed. Millie blushed.

"Um, sorry." she said, noticing the castle workers glaring at her. I chuckled at Millie's eagerness.

"Well, the Earl told me you could have the rest of the day off, if that's fine with Steven here." I said, looking towards Steven. He smiled.

"Oh, that's fine with me! This is the only thing being worked on today, so it's no trouble. Go have fun!" he said. I turned back to Millie.

"Well, were would you like to go?" I asked her. She thought.

"Could we go and see the engine your fixing?" she asked. I didn't mind her suggestion, but Millie was a narrow gauge engine, so she couldn't run on most of the rails on Sodor. She wouldn't be able to make it to Lady, because Lady was on standard gauge track.

"I'm sorry, Millie, but she's on standard gauge track." I said. Millie's face fell.

"Oh. I should have known." she said. Suddenly, I had an idea.

"Tell you what, meet me by the front of the castle. I have to ask the Earl something." I said. Millie chuffed towards the entrance, and I ran back to the Earl's location.

"Sir Robert!" I called once I found him. He turned towards me, smiling.

"What is it, my dear boy?" he asked. I stopped in front of him.

"Does Millie ever have problems doing certain duties because she's a narrow gauge engine?" I asked. The Earl thought.

"Well, she often has to transfer loads to Steven, or other engines to finish her deliveries, or trips to other places on the island. It does take up a bit of time, but everything still gets to where it is going." he said. I smiled.

"Would you consider having her converted?" I asked. Sir Robert looked at me with curiosity in his eyes.

"Converted? What do you mean?" he asked. I motioned to the nearest set of train tracks.

"Millie could be converted to standard gauge, so she could run on every track on Sodor. And she could still work here, because these tracks will fit both sizes." I said. Now Sir Robert looked intrigued.

"Can it be done? Would that work on Millie?" he asked. I nodded.

"All it would take is wider wheel axles, and re-positioning of her rods, compression box, and boiler slightly. It would be a few days work, at the most. Probably less because she is a smaller size." I said. The Earl thought.

"Well, I don't see what it could hurt. How much would it cost?" he asked. I smiled.

"Don't worry about the cost. I can take care of that. It will be my present to Millie." I said. The Earl looked like he was about to protest, but he didn't.

"You can take her to be converted now, if you'd like. The castle won't be open for a few more days." he said. I nodded, and headed towards the front of the castle, where Millie was waiting.

"So, what are we going to do?" she asked, rolling back and forth excitedly.

"Well, I thought we could head down to the Steam Works, so we could get you converted." I said. Millie looked confused.

"Huh? Converted? What's that mean?" she asked.

"It means I've spoken with the Earl, and he's decided to let me go along with my idea. Millie, I'd like to have you converted to standard gauge, so you can see the island for the first time, and see the engine I'm fixing as well." I said proudly. Millie sat there for a minute in silence, letting my words sink in. Then she squealed in delight.

"Oh my gosh, are you serious Anon!?" she shrieked. I winced at the high volume of her voice.

"Of course I am. I'm paying for the service myself, so I'd like you to consider this a gift, from me to you." I said. Millie looked as if she was about to cry.

"Oh Anon, I don't want you to spend your money on me! I'm perfectly fine the way I am!" she protested. I chuckled.

"Millie, in terms of money, I am more than capable of affording this. I find it very hard to believe that you haven't ever dreamed of seeing the rest of the island, going where the full size engines can go." I said. Millie bit her lip.

"Well, I guess I won't deny it. I've thought about it once or twice... it's every narrow gauges engines dream to be full size, even though we understand why we're smaller." she said. Her eyes turned back towards me.

"How could I ever thank you?" she asked quietly. I sat on her bumper and leaned against her.

"Just keep on being you. Even though you'll be a little different physically, I still want you to be the Millie I know and love." I said, giving her a hug. Millie smiled.

"It's a deal."


	4. Chapter 4

Millie took me to the Steam Works, where I informed Victor of my plan. He was happy to help, and promised to get anyone who was available started right away. Millie was directed to the appropriate track, and then hoisted into the air so the work team could begin. I had intended on staying with Millie during the work, but Victor advised me to go and do something else.

"It will take longer if you stay, because Millie will surely be more excited, and that makes it more difficult to do the conversion. Come back tomorrow at noon, and she'll be finished." he said. I understood. I walked over to Millie, who was happily hanging in the air, while the workers removed her old wheels.

"Millie, Victor thinks it best if I leave now, and come back tomorrow, when you're finished. If I stay here, it will take longer." I told her. Obviously, she was disappointed, but she understood my reasoning.

"Okay Anon. I'll see you tomorrow!" she said, perking back up once she realized she could look forward to seeing me again. On my way out, I stopped by the paint shed.

"Victor, do we have any purple paint, with a small touch of red?" I asked. Victor puffed over, thinking.

"Hmm. I think we should. Do you need some?" he asked. I nodded.

"I'd like to start with a few gallons, if that's alright, and go from there. Just take it out of my next paycheck, will you?" I asked. Victor smiled.

"Of course, my friend. See you tomorrow." he said, heading back towards Millie. I ducked into the shed, and discovered several gallons of purple paint, but I only took three for now. Once that was finished, I realized that Millie had been my ride to the Steam Works, and my truck was still at Ulfstead Castle.

"Shit." I said. Thankfully, Sir Robert must have realized my predicament at some point, because Steven appeared on the horizon pulling his passenger car.

"Hello Steven! Can you give me a ride back to the castle, please?" I asked when he pulled up. Steven smiled.

"What do you think I'm here for? The Earl realized that you probably weren't going to spend the night at the Steam Works, so he told me to bring you back when you were ready." he said. You climbed into his small wooden passenger car.

"I'm ready to go now, actually. Your timing was perfect." I said. Steven blew his whistle as he headed back to the castle.

. . .

I had finally arrived back at my house, after picking up my truck. I carried the gallons of paint, as well as a scraper and a paint brush into the forest to Lady, who looked surprised to see me back so soon.

"You're back already? I thought you were going spend the rest of the day with Millie?" she said. I nodded.

"I was, but then I had a really good idea. Millie mentioned wanting to see you for herself, which made me realize that she doesn't get to see very much of Sodor. She is a narrow gauge engine, so she can only run on about twenty percent of the island. I talked with her owner, Sir Robert, who agreed with me. As we speak, Millie is being converted into a standard gauge engine." I said proudly. Lady did look surprised.

"Wow. That's incredible Anon. I wasn't even aware that could be done. I always felt sorry for the small engines. Confined to their smaller tracks. It never was very fair. But... she wants to see _me_?" Lady asked. I nodded.

"Millie already knows about you, so what's the harm in her seeing you? She's young and curious. I think you'll like her." I said. Lady smiled.

"Alright. I suppose no harm can come from it. When will she be by?" Lady asked. I held up the cans of paint.

"Well, she won't be ready until tomorrow, so I thought I'd make you look presentable again. I've got paint for you." I said. Lady smiled.

"I really must thank you Anon, for everything you've done. You're the best thing to happen to me in a long time." she said.

"Think nothing of it. I'd like to get started paint you now. I heard on my truck's radio that we're supposed to get a bad storm anywhere from tonight to tomorrow evening, so this will give it a chance to dry." I said, cracking open the paint cans.

It took about forty five minutes to scrape what was left of the old paint off of Lady, as well as any rust, so that I would have a smooth surface to paint on, then I began painting.

The color of purple I had picked was almost an exact match to Lady's original color, which made me happy.

While I was painting, I noticed Lady was humming an unfamiliar tune. It was a pretty one, though. I decided to let her hum, and continued to paint.

. . .

Three hours later, and I had used up all of the paint I'd brought, which only covered about half of Lady. But that half certainly looked amazing. Her golden highlights were missing, but just having good paint on her made her look much better.

"You look amazing Lady. Well, half of you anyway." I joked. Lady rolled her eyes and smiled.

"Thank you Anon. It feels wonderful to have some new paint again." she said. I checked my watch.

"It's getting late. I'm going to head back inside so I can eat and get a few other things done. Your paint should be dry in a few hours." I said, packing up my supplies. Lady giggled.

"I don't think I'll be going anywhere. Until I see you again, Anon." she said. I said goodbye, and walked back to my house.

As I cooked my dinner, I flipped on the TV, just for some background noise. I didn't pay what was on much mind until I heard the news people talking about the storm.

They said it was going to start at roughly one in the afternoon tomorrow, and it would bring a lot of lightning and high winds. I shuddered. Big storms weren't one of my favorite things. I'd leave early for the Steam Works tomorrow, just to make sure I got there before it started. Millie and I would most likely end up waiting until it was over before the two of us could head out.

Storms like that are very dangerous, after all.


	5. Chapter 5

I woke up at seven, and quickly got myself situated. After breakfast, I went to check on Lady, who was still asleep. I decided to leave her to her dreams, which were hopefully good ones. I checked her paint, and was happy to see that it had dried perfectly. I put a gentle hand on Lady and sighed.

"It won't be long now, Lady. We'll get you back on track." I whispered.

I went back inside and flipped on the TV to check the weather report.

It had changed again. Now they were saying the storm would be coming very soon, so I decided to head to the Steam Works now. I quickly grabbed my raincoat, just in case, and went out to my truck.

. . .

By the time I had arrived at the Steam Works, the sky was beginning to rumble with thunder. I quickly ran inside, before it had the chance to dump on me. The Steam Works was nearly empty, except for Millie and the workers. No other engines were present, besides Victor, who noticed me.

"Good morning, my friend! Aren't you a bit early?" he asked. I smiled sheepishly.

"I know, I know. I just wanted to get here before the big storm hit." I said. Victor looked up towards one of the roof windows.

"Was it supposed to rain today? Hmm. Well, that just shows how much I get out, doesn't it?" he said, smiling. I laughed, and walked over to Millie. Victor rolled slowly next to me.

"So, how's the progress going?" I asked. Millie was still asleep. Victor smiled.

"Oh, she was up most of the night, going on and on about you and your idea. She couldn't wait to be able to see the island, and that engine you're working on." he said, winking at me. I stopped.

"S-She told you?" I asked. Victor chuckled.

"I don't think she meant to, it just slipped out while she was talking. She insisted that I not tell anyone, because she wasn't even supposed to tell me. It's okay, my friend. I won't tell a soul." he said. I breathed a sigh of relief.

"I appreciate it." I said. Victor smiled.

"As for the physical progress, she's almost complete. They're working on the last task now, making the final adjustments to her boiler system." he said. I finally took of notice of Millie's modifications.

Her axles were wider, her connecting rods and compression boxes stuck out further, and her wheels were slightly different, but not much else had changed.

"She looks good." I complimented Victor. He smiled.

"Only the best work is done here. You should know, you work here after all!" he said. I chuckled.

We waited for another half an hour, before the workers announced that they were finished. They slowly lowered the still sleeping Millie back onto the track, but this time, she was on the same set of rails that the big engines used. A perfect fit.

At the sudden motion, Millie slowly opened her eyes.

"Oh my, when did I fall asleep? I could have sworn..." she stopped once she saw me, then she smiled.

"Anon! You're back!" she said. Then, she noticed she was sitting on the ground. She looked back at me. "Am I finished?" she asked. I nodded, smiling happily. Millie rolled back and forth, getting adjusted to her new setup.

"I don't feel very different." she said after a moment.

"Millie, have you noticed the track you're sitting on?" I asked. Millie looked at her track silently. Suddenly, she screeched.

"OHMIGOSH! I'm on a standard track! I fit! I _fit_!" she said, looking as if she was going to pop a piston. I raised my hands slowly.

"Easy Millie. You don't want to hurt yourself." I said. Millie blushed, and calmed down.

"Can we go out and explore now? I still want to see your engine." she said. I looked up at the roof window, which was covered in water. A thunderclap sounded from outside, making everyone in the Steam Works jump.

"I think it's best we wait out the storm. Hopefully it won't be very long." I said. Millie didn't really want to wait, but she understood my reasoning.

"Okay. At least you're here with me." she said, forcing a smile. I sat on her bumper.

"It will go quickly, you'll see. I painted half of the engine last night. I wanted to make her look presentable. Besides me, you'll be the first to see her." I said. Millie smiled.

"Will she be alright in this storm?" she asked. I sighed. That thought had crossed my mind as well.

"I thought that too, but she's survived every other big storm we've had here, what's one more?" I said. Millie seemed to find that a satisfactory answer.

. . .

Two hours later, and the storm was in full swing. Rain and hail could be heard pelting the steel roof of the Steam Works, the wind was howling violently, and thunder and lightning filled the sky. The entire Steam Works building would occasionally creak or groan, and it was beginning to distress everyone.

"Remain calm, everyone. The Steam Works was built reinforced, so this storm is nothing." Victor said in an attempt to calm everyone down. Millie and I were both together, but Millie wasn't enjoying the storm any more than I was. I sat on her bumper, leaning against her boiler, gently rubbing it in a circular motion. It was helping keep the both of us calm.

"I don't like storms, Anon. They're scary." Millie whimpered. She may have been an engine, but I could feel her trembling. I continued to massage her boiler, and I leaned my face against hers.

"It will be okay Millie. You heard Victor, this place is stronger than the storm." I whispered, trying to remind myself of that fact as well as Millie. Suddenly, a particularly loud clap of thunder roared overhead, shaking the entire building and everything in it. The lights inside the Steam Works flickered, then went out.

Several screams of fear rang out in the darkness. I knew one of them was Millie.

"Millie, it's alright. I'm here. Stay calm." I whispered to her. Her trembling was now full on shaking. I could actually hear her rattling from her motions.

"All engines turn on your headlights!" Victor shouted, turning his overhead lamp on. Millie turned hers on as well. The two lights didn't help much, but they cast an eerie glow throughout the otherwise dark Steam Works. I could see tears running down Millie's face. She was really scared.

I looked around, and saw an empty track in one corner of the Steam Works, with a pile of scrap blocking it from view.

"Back over to that other track, if you can." I whispered to Millie. She shakily swallowed, and did what I said. Once she parked, I got off her bumper, and stood in front of her. She looked at me with fear filled eyes.

"I don't want to die in a storm, Anon." she whimpered. I sighed, and leaned towards her, her lips meeting mine. The kiss seemed to have a calming effect on both of us.

We held the kiss for a good thirty seconds. Millie stopped shaking, and we finally parted.

"As long as I am here, no harm will come to you, Millie. I promise." I whispered, leaning my forehead on hers. The two of us closed our eyes, and just enjoyed being in each others company for a few minutes.

. . .

Eventually, the noise of the storm got quieter, and then went away completely. Millie and I had stayed close together, finding comfort in each others presence.

Someone manually opened one of the front bay doors, letting light inside. Millie slowly puffed out of the private corner the two of us had been sitting in, and everyone looked at each other in worry.

"The storm is over!" someone shouted, making everyone happier... until myself, Millie, and Victor went outside.

"Oh my goodness." Millie breathed, looking at the sight before everyone. Large branches from trees were laying everywhere. Trash, metal, roofing, and just about anything else you could imagine was scattered all over the place. Everyone stood in shock, until Victor finally broke the silence.

"Okay everyone, we need to start cleaning all of this up!" he said, chuffing out of the Steam Works. All the other Steam Works employees went to get gloves and wheel barrows.

"The two of you should go home, if you can. Make sure your own places are alright. Go safely, though." Victor said. I nodded, looking towards my truck.

Or.. where it was supposed to be...

My truck was not in it's spot, and after looking around some more, I discovered that it was on its roof in the ditch next to the parking lot.

"Oh hell." I muttered. Millie rolled next to me.

"I can give you a ride home, but you'll have to show me the way. After all, I've never been on a standard line before." she offered. I nodded, and climbed into her cab.

As the two of us went along, the damage didn't get better. Junk was still all over the place, and even some trees had been knocked over. Suddenly, I remembered Lady.

"Oh shit." I said, hoping she was alright. "Millie, hurry! I need to check on Lady!" I said. Millie increased her speed, and gasped.

"Lady!? _The Lost Engine_? _That's_ who you're fixing!?" she asked.

Way to go, loudmouth.

"Alright, yes! It's Lady! I found her in the woods next to my house! I just wanted to make her the special engine she once was! She's been rotting for twenty years. I've repaired her somewhat, but I don't know if she could take something like this in her condition!" I said. Millie understood the importance of the situation and went as quickly as she could.

Finally, about fifteen minutes later, I pointed to an old track that parted from the mainline into a thick brush.

"That's the track! Go slowly, it's blocked with plants!" I said. Millie slowed to a crawl, and slowly pushed her way through the thick brush. After a few minutes, I saw the piece of track I had originally stumbled upon.

"She should just be through that next brush! Stop here." I said. Millie stopped, and I got out. "Wait here, please. I want to see her first." I said.

I slowly walked into the brush, and finally, got through to the other side. As soon as I did, I stopped dead.

" _Lady_..."


	6. Chapter 6

Lady was laying on her side next to the track, a _massive_ tree puncturing her boiler. Her funnel had broken off, and dents littered her entire body. Her front bumper was laying on the ground, and her headlamp was crushed. Something black was leaking out from her chassis, and her face was heavily bruised. Mud and wet plants were tangled in her wheels and rod system, and she had holes all over her boiler. She looked at me weakly.

"H-Hello A-Anon." she whispered, groaning in pain. I quickly scrambled to her side.

"Lady. Lady, oh my god." I whispered. I didn't know what to do.

I didn't know what I _could_ do.

She was damaged beyond repair.

"What... what can I do?" I asked her.

Lady offered a gentle smile as she looked at me.

"There is nothing you can do." she said in a calm voice. Tears began to stream down my face.

"B-But..." I stuttered. Lady looked at me with tears in her eyes, smiling.

"Thank you Anon. F-For everything you did for me." she whispered in a pained tone. I fell onto my knees next to her.

"I can't let you go." I sobbed, leaning my head onto her face.

"There was nothing you could have done, Anon. I tried to prepare you for when this day would come. We both knew it would, deep down inside. The storm was to great, and I was to old and weak. I'm glad to have been your friend." she said, blinking slowly. My heart pounded as I breathed heavily, tears blinding my vision.

"W-What should I do?" I asked, barely audible. Lady gave me a compassionate smile.

"Take my whistle. Pass it on..." she breathed, her voice growing quieter. I didn't look away from her.

"I'm glad you were the last thing I got to see, Anon. Don't be sad. You've made me happier in the past few days than I've been in twenty years. And now... I can finally be free. Free to roam the rails on the other side." Lady whispered, closing her eyes. "Just remember, you promised to never forget me..." she breathed, before trailing off.

Through my tear filled vision, I could see her face slowly begin to fade.

"No! Lady, no! Don't leave me! Not like this!" I sobbed loudly. I set my face onto Lady, and cried as it began to rain gently.

After a few minutes, I lifted my head. Lady's face was gone, now just an empty front of a boiler.

Lady was gone.

 _Forever_.

There was no repairing her, _nothing_ I could do to bring her back.

She was dead.

I cried for several minutes, before I shakily stood up. I looked at her whistle, still gleaming brightly. I pulled a wrench from my pocket, and shakily loosened it from Lady. Once I held it in my hands, a whole new round of tears came. I clutched the whistle to my chest, and slowly walked back towards the brush. Before I passed through, I looked at Lady one more time. But it wasn't Lady any more.

Now, it was just the frame of a destroyed steam engine. No elegance, no beauty... nothing. Just a pile of metal. A corpse.

I will never go for a walk through the woods again.

As I slowly put the whistle into my overalls pocket, I stumbled through the brush, back to Millie, who had a sorrowful look on her face.

"She's gone... isn't she?" she asked quietly. I didn't even answer, instead I just knelt so my head was on Millie's bumper, and cried.

"It's okay Anon... you did everything you could for her... I heard what she said. You were the best thing to happen to her in twenty years, and you were the last thing she saw. You made her last moments happy ones." Millie said softly. She didn't even know Lady, but she had a few tears of her own going down her face.

. . .

After a half an hour, I finally picked myself up from Millie's supportive bumper. I had no more tears left to cry.

"Lady wanted this to be her final resting place... but I can't live so close to her body. I'll have to call the smelters yard." I said, pulling out my cellphone. I made the call, as hard as it was, then I put my phone away.

"They'll be here soon. Bert will take her." I paused, taking a deep breath.

"Millie, would you take me with? I know it will hurt, but... I need to watch it." I struggled to say. Millie smiled.

"I'll do anything, Anon. Anything to make you feel better." she said, rolling forward to give me an affectionate nuzzle. I pressed myself into Millie. It felt good to have her with me.

. . .

Eventually, the smelters engine came and took Lady on a flatbed. Millie and I followed behind them. Once we arrived at the smelters, I left Millie at the entrance. She didn't need to experience anything like this. I slowly walked to the massive container of molten metal, and watched in despair as the massive crane picked up Lady's body, and slowly moved it through the air, until it was over the fiery cauldron.

I said a prayer as I watched Lady's lifeless body hang over the glowing liquid, helpless. I wanted to look away, but I couldn't. I needed to see it. As the heat waves rippled through the air from the thousand degree liquid, a single tear trickled down my face. The crane's claw slowly swayed back and forth, still holding Lady's body. Then, without warning...

...it released.

Time slowed to a crawl as Lady's body slowly fell, and finally met its fate as it splashed and hissed into the molten liquid. As it floated on the surface, the remains of the paint I had painted not even twenty four hours ago instantly incinerated, leaving Lady's body as a steel frame. All of her beauty was gone.

Not even a day ago, Lady and I were happy, with plans to make her pretty and useful again.

It all seemed like a dream now.

Slowly, her body began to sink into the liquid, melting into the orange hot liquid itself. I watched as the roof of the cab stayed above the surface, then disappeared into the molten mass with a final bubble rising to the surface, and then popping into nothing. That was it.

Lady was gone for good.

I stared at the bright glowing metal until my eyes hurt from lack of blinking. My lip quivered as I slowly turned, and walked away, my hands in my pockets. By the time I got back to Millie, my face was stained with tears. I climbed into Millie's cab without a word, and she slowly backed away from the smelters yard.

. . .

Millie puffed slowly back to my house, rocking her body slowly to and fro, in hopes to comfort me. It actually did. It made me feel as if I were on a ship, sailing away from my worries, or in my mothers arms, being rocked to sleep.

Finally, Millie slowed to a stop. My house was about a quarter of a mile away next to the track.

"We're here." Millie said softly. I quietly looked out the window.

"I'd like to go back to where Lady was, please." I requested. Millie didn't utter a word, but took me to the Lady's hidden resting place. Once she stopped, I climbed out, and looked at all the trees around us.

The tree that had destroyed Lady had been removed, so the tracks were clear again. I slowly walked in front of Millie, and turned around. I took a deep breath, and felt Lady's whistle still in my pocket.

I looked at Millie, who was looking at me with care in her eyes. I slowly pulled the whistle out.

"I... I think... Lady would have wanted you to have this..." I said softly, holding the whistle out for Millie to see. Millie's eyes widened.

"Why?" she asked quietly.

"This is the last living part of Lady. The whistle where her magic is stored. Her final request was for me to pass it on to an engine I deemed worthy. I intend to fill that request, and I've seen no engine more worthy than you, Millie." I said, trying to smile. Millie blushed.

"I...I don't know what to say, Anon. You would bestow to me something so special to you and the rest of the Island?" she asked. I forced myself not to cry more, and nodded. I slowly walked towards Millie, and removed her current whistle. I carefully put Lady's in its place, and tightened it thoroughly. Once I was finished, I stepped down, and looked at Millie's new whistle.

It looked perfect on her.

"Lady was a special engine, Millie. The most special engine on all of Sodor." I started, walking around to face Millie. "You are also a special engine Millie. The most special engine in the world, to me." I said, giving her a gentle kiss. Millie gently pushed herself forward into me, responding to your kiss with tenderness. When we parted, I breathed laboriously.

"Millie, you are _perfect_. You are loving, caring, knowledgeable, clever, cute, smart, wise, and careful. You're everything that Lady was, and more. I want you to be my Lady." I said, getting on one knee. Millie's jaw dropped.

"Millie, will you allow me to call you mine, and mine alone? Will you be my special friend, the one who I can see everyday, and make me happy? Will you be the one whom I can confide my deepest secrets in, and the one whom I can love for the rest of my days? Millie..." I paused, taking in a breath.

"Will you be my girlfriend? My special someone?" I asked. Millie looked as if she would cry.

" _Of course!_ " she finally said, a tear filled smile on her face. I leaned in to kiss her, and as my lips met hers, she blew her new whistle.

The magical high pitched tone rang out through the forest, echoing all around.

It was the most beautiful thing I had ever heard.


End file.
